PROJECT:  Portland Streetcar, Inc.  TO:  NextBus

 Phase 1      1321 67^th Street

 Portland, Oregon    Emeryville, CA 94608

OWNER:  City of Portland  PROJECT  Shiels Obletz Johnsen

 1120 S.W. Fifth Avenue, Suite 802  MANAGER:  115 N.W. First Avenue, Suite 200

 Portland, Oregon 97204    Portland, Oregon 97209

CHANGE ORDER NO.:  One (1)  CONTRACT NO.:  51688

INITIATION DATE:  February 19, 2002  CONTRACT DATED:  26 May 1998

       RELATED DOCUMENT:  Contract Amendment No. 1

THE CONTRACT IS HEREBY CHANGED AS FOLLOWS:

A.  DESCRIPTION OF WORK:

CO 1.1  Two additional Tracker Suites for Vintage Trolley with 5-year operation service.

CO 1.2  Credit for saving on MDT deletion.

B.  MEASUREMENT AND PAYMENT:

CO 1.3  Total change $3,490. Payment included in quarterly payments now at $10,445.75.

 Total Change Order No. 1  $3,490.00

C.  TIME OF COMPLETION:

 To be installed by March 15, 2002.

D.  ATTACHMENTS: (Documents that support description)

 NextBus Letter from Joe Monaco, dated January 30, 2002

 NextBus Change Order #1, dated January 30, 2002

Except as provided herein, all terms and conditions of the contract as heretofore modified remain unchanged. The terms and conditions of this Change Order constitute a full accord and satisfaction for all costs, including labor, materials, equipment, direct and indirect costs, overhead, profit, schedule impacts, delays and extended overhead, if any, related to the actions described or referenced herein.

The Original Contract Amount Plus Amendments 1 through 14  $  207,708.00

The Contract Amount will be increased by  $  3,490.00

The new Contract Amount, including this Change Order, will be  $  211,198.00

Percent increase of Original Contract Amount    1.68%

The Contract Time will be unchanged by    0 Days

Quarterly Payment  $  10,445.75

APPROVED FOR ISSUANCE:  APPROVED:

___________________________________________  ___________________________________________

Shiels Obletz Johnsen  Date  City of Portland – Project Manager  Date

APPROVED:    APPROVED:

___________________________________________  ___________________________________________

NextBus  Date  City of Portland – City Engineer  Date

COPIES TO:

[X] Rick Gustafson  [X] Vicky Diede

[X] Joseph Monaco  [X] City of Portland-City Engineer

[X] PSI 1220